The CEO of First Associates, the leading loan servicer in marketplace lending, shares how his services work, what makes them different and why he loves this industry.

Loan servicing is a critical part of this industry for both platforms and investors. We want borrowers to pay their loan on time, but as I learned in this interview, that is just one piece of what a good loan servicer does.

In the latest episode of the Lend Academy Podcast I interviewed David Johnson, the CEO of First Associates, who have quickly become the dominant player in our industry when it comes to loan servicing. I learned a lot about this critical back office function in this interview and came away very impressed with what First Associates are doing.

In this episode you will learn:

David’s background and how he became CEO of First Associates.

The opportunity David saw in loan servicing back in 2008.

What makes First Associates different from other loan servicers.

How their service works.

How marketplace lending first got on their radar.

Why David really likes marketplace lending.

Which companies in this industry are working with First Associates.

How backup servicing works and why platforms need it.

The two kinds of trigger events that will cause a backup servicer to step in.

Why they often have to put on their consulting hats in marketplace lending.

What services First Associates provides in a securitization.

How they help platforms become fully compliant.

What a new platform needs to demonstrate before First Associates will take them on as a client.

Peter: Today on the show, I am delighted to welcome David Johnson. David is the CEO of First Associates. They are a loan servicing company that is really making a name for themselves in this industry. Now I first heard their name a couple of years ago and since then, I’ve heard it again and again and again, so I wanted to get David on the show and talk about what First Associates does exactly because I wasn’t clear. We delve into the back office, the operational side of this business. It’s critically important and it’s something I don’t think we pay enough attention to. So I wanted to get David on the show, talk a little bit about what his company does, what makes it different and why loan servicing is so important. Hope you enjoy the show.

Welcome to the podcast, David.

David Johnson: Thank you, happy to be here.

Peter: Okay, well let’s just get started by giving the listeners a little bit of background about yourself, particularly about your career before you were at First Associates.

David: Sure. I was born and raised in the Bay area, so I’m really a Northern California kind of guy, did my undergraduate at UC Berkeley, did my MBA at Stanford and then I spent most of my career at a combination of McKinsey & Company and Bain & Company so really I’m a reformed management consultant.

Peter: (laughs)

David: Exactly, I left consulting to go into semiconductors and after I left semiconductors that’s when I kind of struck out for new territory.

Peter: Right, so it’s a bit of a bridge, I guess, from semiconductors to loan servicing so just tell us the journey how you got to become CEO of First Associates.

David: Sure, I bought First Associates back in 2008 and that was still while the country was in a recession and we saw a real opportunity in the loan servicing market, so we decided that we would strike out, essentially buy the business and reformulate it and then use it to disrupt what was then the loan servicing market which is, of course, changed quite a bit from what it is today. I think that when I brought in two partners, one I think you know, Larry Chiavaro and the other, Scott Scharman, who you may not be familiar with. He is the CEO of Tetra Financial based out of Salt Lake. There was a game of rock, paper, scissors wherein I lost and therefore I got to be CEO of First Associates.

Peter: (laughs) Right, I’m sure it went down just like that.

David: (laughs)

Peter: Anyway, you said you saw an opportunity in loan servicing? I mean, what was the opportunity you saw back then?

David: You know the most obvious industry it was playing out in was mortgage servicing because we could all see that it was on the front cover of all the newspapers everyday, but it was endemic throughout the servicing industry, but it was treated like a BPO play. So, for instance, if you look at any of the things that were being serviced back then or even today, the servicer would receive some compensation, usually a percentage of the asset portfolio or some number of dollars per month for each loan they were servicing and in return they would agree to send one letter and make three phone calls to any delinquent borrower and to process any payments that happen to come in. It was very much a BPO play.

It was completely disconnected from making sure that the portfolios performed or making sure that the borrowers have a good experience with that service and I think that we all know that having a bad experience with a servicer was quite common in those days. It’s still quite common today and that was really the mindset of the industry when we walked into it. We thought there’s got to be a better way to do this.

Peter: What did you do? How did you change that model? What’s the difference between you and the former, the way it was done?

David: Well the first thing we did was to take First Associates and put it up on blocks and do a total redo of the actual mechanics of the business, how the software worked, how we addressed the different issues within the servicing hierarchy, just a complete redo. We can talk about all of that a little bit more, but let me answer your question about what it is that we do differently.

Today, I can tell you that we are, first off, about 99% of our business is private label. So, for instance, when a Yamaha borrower calls in to us…we run Yamaha’s captive finance program…when a Yamaha borrower calls in to us, the phone is answered with Yamaha’s man, they go on to the website, it says Yamaha, everything is private label. The borrower has no idea that they’re dealing with First Associates, they’re dealing with Yamaha. Now given that context, there’s two things that our clients are really interested in.

One is that their borrowers have a really outstanding customer service experience. This is true across all the consumer finance categories, whether it be auto or motorsports or unsecured consumer lending, it is particularly true in solar where 50% of new business comes from referrals. It’s very important to our clients who value their brands very much that those customers have a great experience with us when they’re on the phone. So that’s number one.

Number two is not surprisingly…they want their portfolio performing. Everybody wants a high performing portfolio.

So those are the two client needs that we took and we made those paramount and not surprisingly, none of our clients are very interested in, whether we make three phone calls a month or send a letter. It just doesn’t come into their sphere of what’s important. They’re really interested in results along those two dimensions of borrower experience and portfolio performance.

Peter: Right, so when it comes to say portfolio performance…you obviously don’t underwrite the loan, you’re given a loan book to work with, how are you measured exactly on that?

David: On portfolio performance, it’s very much a mixed bag as to what that means across different portfolios. Obviously, since we’re so highly geared toward private labeling and towards customization as to our particular client portfolios, you’ll find that there’s a vast difference between a sub-prime purchase finance portfolio and a super-prime solar portfolio. So, generally, where we start is within the context of what’s good performance within that asset class and it’s really along those two dimensions, it’s borrower experience or are people happy with the experience that they’re getting and portfolio performance of…is the portfolio actually delivering the kind of returns that were expected of it and of course the origination plays a heavy weight in that. If you have a bad origination program, there’s only so much that servicing can do to fix that.

Peter: Right.

David: But if that’s working, a good servicer can make a big difference in the actual portfolio performance. Not only is it along the dimensions of what the return of the portfolio is, which can be increased substantially, but also along the lines of what the compliance is, which plays a big part in this. We all know that compliance is coming more and more to the forefront and we, of course, handle many compliance issues. We see many clients and potential clients need a little help in that area.

Peter: Right, right. I want to talk about compliance in a little bit, but first I want to go…you said you started off first on the mortgage industry and then I know you’ve talked about solar…how did you first really get involved in the marketplace lending industry?

David: We really got involved in marketplace lending when we first met Eaglewood Capital Management, Jon Barlow there and we met…this was before Jon even had an office, we met in a coffee shop back in 2013 and that was our first foray into marketplace lending. Since then we’ve obviously expanded quite a bit. We’re the dominant provider in the space, we have over a hundred clients in marketplace lending today, including both funds and originators, and we really like marketplace lending because it plays very well to the strengths that we have in terms of the way that our business is configured, the way that our software is configured. We’re configured so that we can provide the most flexible, scalable, secure, compliant environment for these types of loans and in a fast moving environment like marketplace lending that has really come to the forefront as a key competitive edge for us.

Peter: Okay, so let’s just talk about some of the clients you have in this space. I know you’ve got…when I talk with Larry, he talks about…you got some of the big names, you’ve got some of the newer platforms, who are you working with now?

David: So we have over a hundred clients in marketplace lending. As you said, we have some of the big names and marketplace lending has become a fairly nebulous definition these days so I might take a little license with it, but we have Prosper, Lending Club, Avant on the consumer side, Funding Circle, CAN Capital on the small business side. We’re obviously working with a large number of funds, the usual suspects, such as BlackRock, Colchis, Garrison, Fortress.

I think that you know that we work with a lot of start-ups in the marketplace lending space, we probably have about a dozen right now that are still in stealth mode and that’s true, I mentioned that. That’s actually true on the fund side as well. We do work with small funds as well, whether it’s funds like Blue Pub Capital or, again, it’s a giant fund like a BlackRock.

So outside of marketplace lending really our client base looks relatively similar in that we have some very large established clients such as Yamaha in motorsports, Vivint and SunEdison who are both large solar players. Also on the finance side, our clients include Citibank, US Bank, Wells Fargo as well as Goldman Sachs, Morgan Stanley, Deutsche Bank, all of those financial institutions.

Then, of course, all the funds that we work with play outside of marketplace lending as well. There is really quite a bit of overlap on the fund side, not as much on the originator side, but on the areas outside of marketplace lending, I would say the silos where we are fairly heavily involved are…one would be auto and motorsports. We just did two securitizations with DBRS in the auto category.

On purchase finance, purchase finance would be somewhere where you’re going into a retail store and you’re getting financing at that moment of purchase…we do quite a bit of that type of business. Then of course we also do a lot of solar and a lot of what I might call other esoteric assets. In solar, we’re the largest third party provider of solar loan and lease servicing in the United States so we’re quite a large player in that.

Peter: Right, right. Okay, I’d like to talk about Lending Club and Prosper because I believe…for those companies you are the back-up servicer. Can you describe exactly what services you provide and how the back-up servicing…how that concept works?

David: Sure, absolutely. I think to many in the industry, especially in the marketplace lending industry, the idea of back-up servicing is somewhat theoretical. It’s like what would happen if…certainly I can say that we’ve had most of the rating agencies, particularly Moody’s, DBRS and S&P in our office and have gone through at length the issues around back-up servicing. What would happen if one of these larger companies needed to have the back-up servicing triggered. In general when something bad happens and the back-up servicing comes into play it’s called a trigger event. So you’ll hear people talking about what would happen in the event of a trigger event is usually how it’s phrased.

So unlike a lot of other servicers, we’ve actually dealt with trigger events in other asset categories. In the last 18 months, we’ve dealt with three of them, we’re in the midst of one right now so it’s not very theoretical for us. It’s kind of part of our day to day business not just the taking on of this back-up servicing, but also the dealing with the eventuality that if everything does not go well. Everybody likes to believe that it will all be fine, but sometimes it’s not.

Peter: Sure.

David: What happens when the back-up servicing triggers is really…it depends, in our experience now is that there’s two different silos for it.

One would be with smaller companies or trusts, say it’s a trust…we had a trust that triggered, it was about 12 months ago and they had less than 10,000 loans. In that instance we simply took the loans and when I say took the loans, we already had a daily feed of all the information so we have that information present in our company and then we simply start servicing those loans as the trust exited the servicing of the loans. We send out welcome statements, we started sending out statements, we start making phone calls, we explain to people what happened and we just keep the portfolio rolling. Generally, there’s a fairly large uptick in portfolio performance at that point because you can imagine that if a trigger event does occur, that means that something’s gone wrong at the originator and they’re probably not doing a great job servicing either.

Peter: Okay.

David: That would be in the event of a smaller company. In the event of a larger company, we’ve had one large company have a trigger event in the last 18 months. It’s a company that has a couple of hundred thousand receivables out there, consumer receivables, and it was very interesting in that in the old days, and when I say the old days, I really mean kind of probably pre-recession or even during the recession, the idea was really to do what I just described which is kind of take the portfolio and maintain the cash flow and that was that. That was the all end, be end of back-up servicing, but at this point a lot of players recognize that there’s a significant amount of value tied up in the origination platform itself. So in the instance of this company that I am talking about, for example…what happened was we got a call then, we got a call then early because everybody knew that the trigger event was going to happen, these things are generally, they don’t happen out of the blue, it’s known that they’re going to happen, and they asked us to help save the platform in addition to helping save the portfolio.

So we stepped in, did a lot of work in helping to build the management team up to a point where they could have their own robust servicing platform without us being involved and this took about a year. When we went in we serviced a portion of the portfolio, we minded over their portion of the portfolio that they were servicing, we added a few ancillary services around verification, validation, really lent them some of our IT and software expertise to help them build out their platform and we’re just, at this point, of saying…actually, just last month we exited this period of time where we were helping them do that and it’s 12 months later and they are now a very healthy organization as an originator and they are originating receivables and they are doing very well and they are growing. It’s a great success story, unfortunately, it’s not one that’s public, but it’s a great success story of how in a back-up servicing relationship it doesn’t just have to be the death spiral of the originator and the portfolio goes to some forgotten place. It really can be saved and you can build something for the future.

Peter: That’s really interesting, it sounds like you’re putting on your McKinsey hat in a way and becoming a management consultant to these companies. I imagine, you can correct me if I’m wrong, obviously, every trigger event is going to be very different I imagine, where you’re going to have different needs. I mean, sometimes the company is going to be beyond saving, sometimes there’s going to be just an event like the way you described. So what you’re doing with back-up servicing is you’ve got to have really a custom approach, I imagine.

David: We do, I think there are companies that take on back-up servicing contracts that simply just cash the checks and don’t treat it as an active part of their business, but it’s a very dynamic part of our business. We find that one of the biggest differentiators actually between the portfolios on the back-up side when they do trigger is whether it’s a fraud-based trigger or whether it’s simply a performance-based trigger.

In the event of a fraud-based trigger, there’s often something where you don’t actually know if the receivables are valid and there’s a lot of work upfront to go through and make sure that the receivables are in fact valid, that consumers are treated fairly. There’s a lot of extra sensitivity around compliance because there’s been compliance issues. Those where there’s simply a performance issue are a little more straightforward.

The one that we’re in the middle of now is a several hundred million dollar portfolio and there was significant fraud issues in the portfolio and so we’re having to go through that process of making sure that the receivables are valid, consumers are being treated fairly. That whole process is very involved.

To your other point, we do find ourselves putting on our consulting hats quite often in marketplace lending. We’ve talked a little bit about securitization and I can tell you that we certainly…especially when dealing with the younger companies, that we spend a tremendous amount of time, especially with these start-ups, helping them sort out their capital needs going forward. That’s also been part of our success is that we’re able to, more or less, sherpa these companies through a process where they get from being a young company not known, to being a company where they’ve got all the infrastructure, the nuts and bolts of it, that they can actually go to someone like a BlackRock and get funds or they can go out for a securitization or they can get a warehouse line or forward flow or whatever it is.

Peter: So let’s just talk about securitization specifically. You’ve been involved in a lot…I know you’re involved in the BlackRock/Prosper deal and several others, what specifically is your role in getting a securitization across the finish line?

David: So we’ve done roughly a dozen securitizations in 2015, so far, some are rated, some are unrated. We actually have one that was rated by the Japanese Credit Rating Agency, it’s going out in Japan. There’s a lot of different flavors of securitization, but the most vanilla one that everybody thinks about is the rated securitization here in the US. For that, we really…we form the bridge between the originators and the capital markets and this is true of the warehouse lines and the forward flow agreements as well, but we’re a trusting intermediary for the rating agencies.

They can come in here, we can talk about different deals, we can talk about the mechanics of marketplace lending in a way that they’ll understand, in a way that makes sense to them at a very nuts and bolts level that we can tell them exactly how a portfolio is functioning and what would happen if something bad did happen. Sometimes that’s as a primary servicer or sometimes that’s as a back-up servicer, but it gives the rating agencies generally a feeling of comfort that we’re involved. This may be true in marketplace lending, but it’s also true in other securitizations around…we’ve been involved in solar securitizations, we’ve been involved in auto and motorsports securitizations, even merchant cash advance securitizations and it’s really …it’s that process of making sure that the rating agencies are comfortable. That’s one piece of it.

The other piece is helping originators chart a path through a process which is really extraordinarily complicated, making sure that they’re just ready to partner, that they have everything in place that they’re going to need, that they know who are the players in whatever given silo that they’re in. Obviously, I think, as we all know there are certain players in the industry like Credit Suisse who are very big in the marketplace lending categories. There are rating agencies which understand it better than other rating agencies. For every asset class there’s a different combination like that and we know those people, we can introduce our clients to the right people and make sure that they get through that line in an expedited fashion.

Peter: Okay, so you’re really acting it sounds like as…often like an advisor to the platforms and like an advisor to the rating agencies, it sounds like. So you’re kind of playing an intermediary role where you’re sharing your knowledge because you’ve obviously seen a lot of these platforms, you know the nuts and bolts, what goes on behind the scenes. So when the final securitization gets closed do you like produce a document that sort of verifies everything? What is your deliverable?

David: It depends on what we’re doing on the securitization, of course. If we are the primary servicer or if we’re the back-up servicer in a securitization, I can assure you that everybody produces a huge pile of documents.

Peter: (laughs)

David: (laughs) But our deliverables, is actually it’s our business function. So as a primary servicer in any kind of securitization, whether it be rated or unrated, we have to basically contract out and the contracts become much more complicated, of course. There’s a lot of contracting that’s going on, the pile of documents is usually several hundred pages. We produce at First Associates every year a SSAE16 Level 2 audit which usually plays a key role in this type of thing. It is a process audit akin to an ISO audit or another type of third party process audit, but it’s an audit that really…it’s what’s called an attestation audit we go through and we write this long document that says…this is how we do things. And then the third party auditors come through and they are all accountants and they audit this statement to make sure that in fact, it is how we do these things.

So when a client comes, whether it’s a client like a BlackRock or a Yamaha or SunEdison, or Prosper or Lending Club, instead of just looking at us like a black box and I know that servicing is often seen as a black box, they are able to look at this audit and say, okay, here’s the statement of how things are done and it’s audited so I can rely on this statement and that’s a key document for any kind of securitization, even for the warehouse lines or the forward flow agreements. It gives the capital providers an element of comfort that what they’re doing is compliant, that what they’re doing is…we’re actually doing what we say we’re doing.

Peter: Right, right, yeah, that makes sense, that makes sense. So I just want to talk about compliance a little bit in the context of new platforms because assuming most established platforms are compliant (laughs) for the most part, let’s just say that.

David: (laughs) You’re going to have to edit out my laugh.

Peter: (laughs) That’s okay, I will leave it in. So I’ve spoken to Larry several times and we’re talking about new platforms and he’ll say, these guys over here, you’ve got to talk to them, they’re great, really impressed them or he’ll say, these people over here, no, we wouldn’t take them on as a client, not interested, they don’t have their act together. So just talk about…when you’re talking with a new platform, like what are you looking for that will cause you to take them on as a client?

David: Well, let’s piece that into two questions, roughly. First around compliance and second around what’s attractive to us in a new platform and they’re somewhat intertwined.

There are platforms out there which are clearly not compliant and we’re not interested. There are platforms out there who want to be compliant, but who are not yet and for those platforms, whether they be small or large because, frankly, we do this with some surprisingly large clients, we can help steer them towards a compliance mode that actually does work for them. That they are able to maintain their efficiency and effectiveness while building out a compliance infrastructure that really is compliant, that really works in the face of a pretty dynamic and pretty wide ranging set of financial regulations in our industry. I think we’ve all come to grips with the financial regulation being a fairly dynamic beast and having to make sure that you’re flexible and nimble enough to be able to comply pretty quickly. That’s one issue.

We often find start-ups, they come to us, a lot of start-ups come to us because we’re fairly well the de facto provider in that marketplace lending space and they would like to sign on to us and really, what we look for are a few things. One is do they have a business plan that works? If they’re just a “me too”, if the CEO wants to be the next Ron Suber, but doesn’t have anything to back that up then we’re probably going to pass, but if the CEO and the team…we look for an impressive team….if they have a plan that they either have some proprietary flow of customer acquisition or they have some very slick and very meaningful way of doing better credit decisioning so they can look at the same group of customers, but make a better decision, then, off the cuff right there, we’re interested.

Then we’ll want to know if they plan on being compliant. You might be surprised that not everybody plans on it, but we take it as a large plus if they work through one of the banks that are originating for the marketplace lending industry. We do a lot of business with Cross River, we obviously do business with WebBank and a few other banks as well. Again, I would say this is not just small companies, but this is large companies as well that we run through this, but we’ll do a lot of business where Cross River is doing the origination, licensing and we’re doing the servicing and that works very well for us.

So companies that start out in that mode where they start out to build something which is very compliant and very effective, that’s a big plus for us. So great team, effective business model, building compliance from the get go, these are all big pluses in our book and those are companies we’re interested in working with. We’re really interested in helping people build great companies. We’re really not interested in helping people throw up a “me too” company.

Peter: Interesting.

David: I think there’s an interesting dynamic now where more and more of the new entrants that we see in the marketplace lending space are very established companies who are looking to leverage whatever proprietary assets they might have into a presence in marketplace lending.

I think it’s fairly common knowledge that we’re the servicing provider for loanDepot’s consumer loan platform. I mean, there’s a company with a significant amount of resources and assets and expertise in the consumer financial market that is making a great splash in the marketplace lending category.

There’s other companies which most of whom are at this point in stealth mode, but I can say that we’re looking at companies that range from other very large providers of mortgages moving into marketplace lending to providers of auto and motorsports financing moving into marketplace loans. There’s a lot of very large providers who are moving into this space and they’re going about it in, many of them in the same way that a more or less start-up company would. They are using bank charters, they are using us to do the loan servicing, they are building something compliant and many of them have a significant advantage in that they have a large existing customer base so they’re not starting out de novo with nothing from a customer base.

Peter: Right, right. So it’s interesting because the way you were speaking then…it’s sort of like, I had Frank Rotman, who’s a VC, on the podcast a few episodes ago and he was talking about investing money into start-ups. You’re talking about doing loan servicing so I guess…like say someone comes along with a “me too” product, there’s nothing that’s unique about them, but they want to be compliant and all those sort of things. Are you not wanting to service them too because there’s a lot of work involved in setting that up and you don’t think they’re going to make it? Is that the reason because I’m just curious…you know, someone’s willing to take you on and they want to be compliant and their business model might not be great, why not, why not take them on as a client?

David: We’re building a great company here at First Associates, we’re really interested in building the company for tomorrow and clients who are “me too” companies, they don’t contribute to that. There are certainly assets and areas where you don’t expect the kind of growth that you get in marketplace lending, that’s certainly not true across the board in other traditional areas, but even in those other areas, we look for the best companies as clients and we feel that’s what’s going to help us build a great company here at First Associates. While I’m sure that companies with a “me too” product and maybe they want to be compliant and they’ll just be so-so, I think that there are so-so loan servicers who can probably help them out in some way shape or form or they can do it in-house, but they don’t meet the bar of what we’re looking for in a client.

Peter: Right, okay, that’s fair enough. So can you give us a little bit of an idea about the size of your business today and how fast you’re growing?

David: Well, given that most of our marketplace lending clients are growing at a fairy rapid rate and we’re putting on new clients at the same time I’m sure you can get a pretty good idea of how fast we’re growing, we got a very robust growth rate, we’re quite happy with it. We built our business from the ground up to be something that’s very scalable in terms of software, in terms of people. We put in place something which is a much different model of business than what traditional loan servicing had so as a result we built something that is much more scalable, it’s a much more asset-light company, it’s a company which is much more focused around performance and flexibility and that has served us very well and has enabled us to deal with this additional growth that we’ve had come in.

Peter: Okay, so before I let you go, one last question. What is your growth plan, I mean, where do you want to go from here?

David: I think I would rephrase that question is where do we want to go from here. You think about marketplace lending and you think about what’s happening in the consumer finance industry, it’s a very exciting time. We’re looking at the great unbundling of the banks in consumer finance. It used to be and it still is that all the functionality, all of the value chain in consumer finance was fully housed in vertically integrated silos such as Chase, Citibank, all the traditional banks and much like we saw in the automotive industry and what we saw in the computer industry, the great unbundling of this value chain has begun and we’re going from a world in consumer finance which is vertically integrated to one that’s horizontally integrated.

If you simply look at someone who is vertically integrated player versus us. We are horizontally integrated so we play across all of these different asset classes, about 12, in consumer finance so we’re able to create economies of scale much like an Intel would in the same vein that the vertically integrated players simply can’t match. That’s happening up and down the value chain and I think that’s a really exciting dynamic that is creating a much greater level of convenience and accessibility for consumers, it’s creating a whole different performance paradigm in the back end of consumer finance which has been very sleepy for a very long time and it’s creating a very exciting industry. So we’re quite happy with the position that we’re in, we’re quite happy with the architecture that we’ve laid out for ourselves in terms of how we’re growing and how we manage that growth. I think that we’re really excited to see what comes next.

Peter: It’s really interesting to me that First Associates has sort of taken this kind of role, as I said, like management consultant almost…they’re in such a central place, they see all the players and they have a unique position to really judge some of these players because they delve deeply into the operations of these new platforms.

It’s curious to me that there are certain companies who they choose not to work with so it’s almost like now if you get First Associates as your loan servicer that’s somewhat of a stamp of approval. The fact that all the securitizations that are happening in loans…First Associates seems to be involved in all of those, so certainly a company that I think seems to be doing all the right things. I wish them all the best. I feel like loan servicing, as I said in the intro, is such a critical piece to the success of this industry. We need good companies like First Associates to be successful.

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